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        SUPPLEMENT TO PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION
                           (Dated February 16, 1999)
 
                    WARBURG PINCUS SMALL COMPANY GROWTH FUND
                    WARBURG PINCUS POST-VENTURE CAPITAL FUND
 
The following information supplements certain information in the Prospectus and
Statement of Additional Information of each Warburg Pincus fund listed above in
the section entitled "Meet the Managers" and " Management of the Funds",
respectively:
 
WARBURG PINCUS SMALL COMPANY GROWTH FUND
 
Elizabeth B. Dater and Sammy Oh serve as Co-Portfolio Managers of the fund,
along with Co-Portfolio Manager Stephen J. Lurito. Ms. Dater joined Warburg in
1978. Mr. Oh joined Warburg in 1997. Previously, Mr. Oh was a vice president
with Bessemer Trust from 1995 to 1996, and he was a vice president of
Forstmann-Leff from 1993 to 1995.
 
WARBURG PINCUS POST-VENTURE CAPITAL FUND
 
Robert S. Janis, formerly Associate Portfolio Manager, serves as Co-Portfolio
Manager of the fund, along with Co-Portfolio Manager Elizabeth B. Dater. Stephen
J. Lurito and Christopher M. Nawn no longer serve as Co-Portfolio Manager and
Associate Portfolio Manager, respectively.
 
                                              Dated: March 31, 1999  16-0399 for
                                                                           WPUSS
                                                                           ADSAP